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Article 2. Term. <br />a. This Agreement shall commence upon the date that the last signatuie of the Organizing <br />Local Governments is affixed hereto and shall continue in full force and effect until <br />specifically superseded or terminated by subsequent interlocal agreement or as ot,hen�ase <br />authorized by the Cooperative. <br />Article 3. Governance. <br />a. The Cooperative shall be governed by a Board of Directors in accordance with the terms <br />of this Agreement and the bylaws, agreements and policies adopted and amended by the <br />Board from time to time. To the extent required by this Agreement, the Board shall not <br />adopt bylaws or take action that would be contrary to the terms of this Agreement <br />b. Themembers of the Board must be composed of elected or appointed dfficials or <br />l I <br />empoyces of the participatipgg, Cooperative Members or of NSBA, TASB, SSC and <br />MAB& No Cooperative Member or NSBA, TASB, RJASC and MABE, shall have more <br />than one individual on the. Board. <br />c, The initial Board shall carry out the following Nsiithin a period of one year of 'the <br />I <br />commencement date of the. Agreement: <br />i- Adopt bylaws for the operation of the Cooperative; <br />ii. Enter.into contracts for the fundamental administration of the Cooperative; <br />iii. Adopt form interlocal participation agreements for other governmental entities to <br />join the Cooperative; and <br />iv. Take such other action as the Board deems appropriate or necessary to accomplish <br />the purposes of the Cooperative. <br />Article 4, Tnitial Board Composition & Written Proxy. <br />a. Each Board member must be either an elected or appointed official or employee <br />of a Cooperative Member, or of NSBA, TASB, RIASC and MABE, and no <br />Cooperative, Member shall hold more than one seat on the Board. Any Board <br />member who vacates his/her position as an elected or appointed official or <br />employee of a Cooperative Member shall be deemed to have vacated the position <br />on the Cooperative Board. <br />b. A Board Member, may participate in any Board meeting by proxy by submitting <br />to the Board in writing a notice of Board member, substitution before, the start of <br />the meeting at which the proxy is to take effect. <br />Page 2 of 12 <br />83 <br />